SEC Filings

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Subject to the covenants described below under "Covenants" and applicable
law, the Obligors may issue additional notes under the Indenture. The Notes
and any such additional notes subsequently issued would be treated as a single
class for all purposes under the Indenture.
OPTIONAL REDEMPTION
The New Notes will be redeemable, at the Obligors' option, in whole or in
part, at any time or from time to time, on or after April 15, 2003 and prior
to maturity, upon not less than 30 nor more than 60 days' prior notice mailed
by first class mail to each Holder's last address as it appears in the
Security Register, at the following Redemption Prices (expressed in
percentages of principal amount at maturity), plus accrued and unpaid
interest, if any, to the Redemption Date (subject to the right of Holders of
record on the relevant Regular Record Date that is on or prior to the
Redemption Date to receive interest due on an Interest Payment Date), if
redeemed during the 12-month period commencing April 15 of the years set forth
below:

In addition, at any time prior to April 15, 2001, the Obligors may redeem up
to 35% of the principal amount at maturity of the Notes with the proceeds of
one or more sales of Capital Stock (other than Disqualified Stock) of the
Company or an Obligor to a Person other than the Company or any Subsidiary of
the Company, at any time or from time to time in part, at a Redemption Price
(expressed as a percentage of Accreted Value on the Redemption Date) of
110.000%; provided that at least $106.0 million aggregate principal amount at
maturity of Notes remains outstanding after each such redemption and notice of
any such redemption is mailed within 60 days after the related sale of Capital
Stock.
In the case of any partial redemption, selection of the Notes for redemption
will be made by the Trustee in compliance with the requirements of the
principal national securities exchange, if any, on which the Notes are listed
or, if the Notes are not listed on a national securities exchange, by lot or
by such other method as the Trustee in its sole discretion shall deem to be
fair and appropriate; provided that no Note of $1,000 in principal amount at
maturity or less shall be redeemed in part. If any Note is to be redeemed in
part only, the notice of redemption relating to such Note shall state the
portion of the principal amount thereof to be redeemed. A new Note in
principal amount equal to the unredeemed portion thereof will be issued in the
name of the Holder thereof upon cancellation of the original Note.
GUARANTEE
The payment and performance in full when due of the Obligors' obligations
under the Indenture and the New Notes will be fully and unconditionally
guaranteed on a senior basis by the Company. The obligations of the Company
will be limited to the maximum amount which, after giving effect to all other
contingent and fixed liabilities of the Company and after giving effect to any
collections from or payments made by or on behalf of any Obligor in respect of
the obligations of such Obligor under the Indenture, will result in the
obligations of the Company under its Guaranty not constituting a fraudulent
conveyance or fraudulent transfer under applicable law.
SINKING FUND
There will be no sinking fund payments for the New Notes.
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